Code Geass: Lelouch of the Magica Salvation
by sephiroth12285
Summary: Days after war erupts between Japan and Britannia, Kyubey approaches Nunnally wishing to make a contract with her despite her age. However it sets off a chain of events that Lelouch will be drawn into because of that wish granting him the gift of magic, which could have ramifications not only for the world, but across time itself and beyond. Undecided if it will be a harem or not.
1. Chapter 1 To Wish upon a Kyubey

Disclaimer: I do not own Code Geass or Madoka Magica.

A/N: I apologize for putting out another story, but I keep getting ideas, and people were hoping to see a continuation of my Six Brings of Hope and a Demon. Sadly the problem is that I am unable to decide on a good end game, so I decided to start from scratch and after a long time of researching Madoka Magica looking for a way to build a working story, Magica Record provided the means for me to create a story.

This story takes place days after Japan is invaded by the Holy Britannian Empire while Suzaku and Lelouch with Nunnally in tow are working to fend for themselves while Japan is fighting a losing war against Britannia. Unknown to the two, Nunnally was born with considerable potential to become a Magical Girl, and so Kyubey shall approach her with an offer for a wish, which will set into motion events that will have dramatic effects that will be not only felt across the world but through time itself.

I'll save further details like what are my plans for pairings and such for the end of the chapter, but the chapter itself should cover the rest.

Enjoy.

* * *

_Thinking thoughts_

_-telepathic communication- (except for Kyubey)_

* * *

**Chapter 1**

**Upon Wings of Darkness**

August 15th, 2010, A.T.B.

"Brother, what is that smell?"

With her eyes close, the seven-year-old asked the one carrying her upon his back, but it wasn't the brother she called for. He was walking beside the boy who was carrying her to give her brother a break from carrying the seven-year-old girl. Her brother had black hair, amethyst eyes, a fair skin complexion wearing simple black pants and a white dress shirt while carrying a tattered backpack on his back.

"Well, Nunnally," Lelouch vi Britannia began, but he was hesitant to answer her.

The reason was at that moment the group was passing through a small town, and dotting the streets were the corpses of the townspeople. Judging by the destroyed buildings and various craters, it seemed the town was the victim of an aerial bombardment by military craft. Either after the initial pass or a second bombardment was carried some of the town's people had attempted to flee when they realized they were not safe in their homes.

If the smell was anything to go by, Lelouch was willing to wager whatever happened took place days ago.

_I don't like lying to her, but how do I explain were walking through a town with dead people lying in the streets? _

"Don't worry Nunnally, we're near a landfill," the boy carrying replied.

"Oh ok," Nunnally said, accepting the answer.

Lelouch exchanged glances with the boy who was Japanese with green eyes and brown hair wearing a red shirt with blue jeans. Lelouch wasn't angry, but thankful despite both of them not being comfortable with lying to the seven-year-old girl. However, the two ten-year-old boys did silently agree it was acceptable in this case, if reluctantly so.

His friend Suzaku Kururugi said nothing because further, no words had to be said.

"Maybe we can find something up ahead, but then we should find a place to spend the night at," Lelouch suggested if to steer the conversation far away from any further inquiries about their surroundings.

"Ok," Nunnally said, although there wasn't very much she could do, so agreeing was all she could do.

Unknown to the boys and unseen by them, a small plush toy like creature that was a cross between a rabbit and cat with gold rings around its long ears and pink eyes was following close behind.

_We haven't seen any soldiers, so I guess all of the fighting is happening in the major cities and coastlines, _Lelouch thought.

* * *

Five days ago, the Holy Britannian Empire had declared war on the small island nation of Japan, which happened as a result of deteriorating relationships between the two countries over Britannia's aggressive expansionism having conquered the Indochinese Peninsula. Japan responded by attempting to apply economic pressure on Britannia by aligning its policies with the Chinese Federation and the United Republic of Europia.

Unfortunately, this plan backfired.

In the past, Japan has enjoyed economic prosperity thanks to its clever distribution of sakuradite, a vital resource valued much by the three superpowers of the world, creating a three-way uneasy standoff between the three superpowers including Britannia. However, knowing that the Chinese Federation and the EU would invade Japan to claim its Sakuradite deposits for themselves should Britannia invade, the Emperor fooled the two superpowers by deploying his flagship and his elite guard the Knights of the Round to Africa and India to divert their attention.

This strategy succeeded in leaving Britannia to launch a massive invasion of Japan, attacking with overwhelming force from three different points.

_The war is more or less over, so it's just a matter of time before Japan is forced to surrender, or most of the country will be wiped out, _Lelouch acknowledged internally.

He had heard about the deployment on the news, which Lelouch found rather odd such news would've been leaked like that. Yet once Britannia began its invasion, it became clear as day it was nothing more than a distraction to draw the attention of the Chinese Federation and the E.U. away from Japan.

_It's going to be too late for them to intervene, but even if they did, it would've been a three-way fight for Japan instead of coming to the country's defense just to seize its Sakuradite Mines._

Japan provided the world with seventy percent of the world's supply of Sakuradite, which had become a critical component for military and technological development. It was the reason Japan had prospered as a nation despite its small size and lack of any other noteworthy resources, but it's what also made it a target as Britannia conquered more of the Pacific Ocean.

_And here we are, left to die just to provide a better excuse for the invasion, _Lelouch thought bitterly as anger began to swell up within him.

Lelouch vi Britannia was a prince of the Holy Britannian Empire, one of many children the Emperor has had with his one hundred consorts. He and Nunnally were exiled to Japan to be used as political hostages, or as their father, the Emperor put it as bargaining tools. Lelouch had spoken out against his father for the treatment of his sister after she was crippled following the assassination of their mother, Marianne vi Britannia.

The one responsible had gotten away with while Nunnally was left paralyzed from the waist down, and she was left blind due to the trauma of their mother having died shielding Nunnally from the bullets that killed Marianne.

Her legs were not so fortunate.

_You just wanted us to die here didn't you, _Lelouch thought as he remembered his father, Charles zi Britannia.

Some might've expected the husband who had their wife gunned down, and their daughter crippled to take immediate action, but Charles did nothing, which led to a heated exchange with Lelouch. It accumulated with Charles banishing Lelouch and Nunnally to Japan when the former renounced his claim to the throne out of spite towards Charles.

_You're dead, _Charles's words echoed through Lelouch's mind, but it only caused the rage to swell within him even more.

_I'll prove you wrong, and one day I'll destroy Britannia, _Lelouch remarked internally while making a silent vow.

* * *

Later that night, after the group had found a safe place to set up a makeshift camp using all of the supplies, they had savaged along the way.

It wasn't much, but their temporary shelter was better than nothing, although it consisted of a blue tarp the boys had found to use as a makeshift tent along with any blankets they found. The food they found was edible; all of it canned foods, at least alongside the bottled waters they were fortunate enough to have collected.

"How long will the war last?"

Suzaku exchanged glances with Lelouch, and their expressions indicated neither had a good answer for her. The only thing the two boys knew was that Japan was facing a substantial invasion from northwest, west, and southwest directions with an overwhelming amount of force. The last report they heard before the portable radio they had lost power was the Britannia Army was making landfall, and that was three days ago.

_Japan's navy and airforce couldn't repel such an invasion, but I suppose it can be helped given the sheer amount of force Britannia had brought to bear against Japan_, Lelouch noted internally.

"I think the war is over, but I think it's going to depend on how long the Japanese Military can keep up the fight," Lelouch answered.

Had this conversation taken place earlier Suzaku might've offered a sharp rebuke, but given everything that has happened in the last five days, he was forced to accept the fact Japan was doomed to lose the war. Suzaku was understandably proud of his country given that he is the son of Prime Minister Genbu Kururugi.

Even though it was tragically clear, Japan had already lost.

"They'll probably fight to the last man," Suzaku pointed sadly.

"Yeah, they probably won't surrender despite the staggering odds against them," Lelouch offered in agreement.

"Britannia has likely landed a lot of ground troops," Suzaku said before asking Lelouch, "because didn't they make landfall a few days ago, Lelouch?"

"Yeah, that last radio broadcast we heard before we lost the signal confirmed as much, which means Japan has lost control of seas and skies," Lelouch replied. "Most of the fighting is happening on land now, which should be around the coast and in major cities as well as any places of strategic importance like military bases and government-controlled installations."

"So we should be fine as long as we stay far away from those places?" Suzaku said, hoping that would give Nunnally some reassurance.

"Yeah, and if we can find food and water, we'll be better off," Lelouch added, which seemed to put Nunnally a little more at ease.

"So, we just need to stay out here until the conflict ends?" Nunnally inquired.

"Yes," Lelouch answered.

_I just don't know how long that will take._

* * *

Later that night, after Lelouch and Suzaku fell asleep, the white creature crept closer to the slumbering children, but it slipped past the two boys before approaching Nunnally.

Nunnally was sound asleep in a sleeping bag safely under the tarp, but the small creature sat down beside her.

"Nunnally vi Britannia," the small creature began, but instead of speaking with words, the animal communicated directly with her mind through telepathy.

"Huh," Nunnally said as she began to stir, "who's there?"

"Do not be alarmed," the creature said before introducing itself, "I am Kyubey."

Nunnally was about to call out her brother when Kyubey acted quickly to assure her to avoid waking the two boys up.

"Calm down, I have no intention of attacking you, but even if you woke them up, they wouldn't see nor hear me. I have come to offer you a wish."

Nunnally seemed to calm down a little, although she was momentarily panicked when a stranger suddenly woke her up in the middle of the night, now it appeared they were offering her a wish.

"I don't understand, what do you want to offer?"

"I am a Messenger of Magic," Kyubey began, "In exchange for one wish of whatever you desire, you will become a Magical Girl to battle witches."

"Any wish?"

"Yes, anything you want. You ask for your legs to be restored, this war to end, or something else. There is nothing beyond my power to give you, but remember once you make your wish in exchange, you must battle witches the Bringers of Despair." Kyubey explained while offering a warning.

"Are you serious?" Nunnally asked, sounding reasonably skeptical.

"Quite, but perhaps this will convince you," Kyubey offered.

Suddenly Nunnally was seeing herself through Kyubey's eyes, allowing her to see the world for the first time since the trauma of eyesight both her mother and her legs robbed her of her sight.

"Is that me?"

"Yes," Kyubey answered, "it's minor display, but does that convince you?"

Nunnally was indeed convinced, but then she began wondering what she should wish for. Ending the war was tempting, but in the back of her of mind, Nunnally knew regardless of who won the war, she and her brother would just be right back where they were. Even though Lelouch never said anything, she overheard Suzaku arguing with her brother.

_You need to stop going out on your own, or the neighborhood kids will just keep attacking you_, Nunnally thought as she remembered Suzaku's words to Lelouch.

Ever since the siblings arrived in Japan, their treatment was questionable at best, having been forced to live in Suzaku's clubhouse on the edge of the estate, which was barely considered a house. Then after Lelouch learned enough Japanese, he began venturing beyond the estate to buy their own food. It wasn't that Lelouch distrusted the Kururugi Family knowing his and Nunnally's death would invite war, but influenced by the last exchange between Lelouch and their father that left her brother with the impression he was nothing without the Emperor.

In response, Lelouch intended to prove the Emperor wrong and prove he was "alive" by becoming more self-sufficient.

Yet it seemed her brother was suffering for it, and there were some other times Nunnally was fearful for her brother, given how weak he was.

_Even Suzaku beat up my brother when we first met_, Nunnally recalled.

Unlike now, the first meeting between Suzaku and Lelouch was a hostile one due to a combination of factors at the time. The fact no one told Suzaku that two members of Britannian Royalty would be living in his clubhouse and due to deteriorating relations between Japan and Britannia led to them being instantly disliked, to put it mildly.

_Suzaku and Lelouch later became friends, but ending the war wouldn't solve our other troubles_, Nunnally thought ultimately deciding against wishing for the war to end.

Lelouch and Suzaku later became friends through Nunnally, who was the one person he refused to harm due to her disabilities after Suzaku gained a more complete understanding of the siblings' situation.

_Giving my brother strength I don't think would benefit him that much_, Nunnally thought.

All Nunnally wanted was to stay with her brother, but knowing their lives would always be at risk, especially Lelouch, since he was determined to live on their own.

A thought came to mind.

"I have an idea for a wish, but what are these witches I'll have to fight?"

"Witches are Bringers of Despair," Kyubey answered before explaining, "They are creatures that feed off of misery and spread curses leading to disasters. Normal humans cannot see them, and they conceal themselves within otherworldly mazes called labyrinths. Any human who wanders into one will never escape, and they can control other humans to further their efforts to spread their curses."

"Ok," Nunnally replied, sounding slightly nervous, "So if I make my wish, how would I fight them?"

"After granting your wish, I'll create your Soul Gem, allowing you to become a Magical Girl."

"A Magical Girl," Nunnally asked before remembering something. "Oh, you mean those girls with magical outfits and sailor uniforms?"

Despite Magical Girls originating from Japan as mahō shōjo as is a subgenre of Japan's various fantasy light novels, manga, anime, and even video games, it became trendy in Britannia launching even their own various manga and anime to "compete" with Japan. Regardless of the source, they were the same in the regard of featuring young girls capable of using magic.

Kyubey tilted its head to one side before answering, "Yes, on the magical part, but no on the sailor uniforms. Every Magical Girl's outfit is unique based on their personality and the nature of their wish."

"Even their abilities?"

"That's right," Kyubey answered.

"If I don't wish for my legs to be healed and wish for something else, could I still heal them with magic?" Nunnally asked.

"Yes, you could, but your eyes could be a problem since they are shut due to trauma and not damage like your legs." Kyubey replied before adding, "But it would be possible to use your magic to enhance your other senses to compensate for your lack of eyesight."

Using this new information, Nunnally contemplated her wish, although recognizing the clear danger she would be putting herself into the idea of regaining the usage of her legs was very tempting. Furthermore, she resented the fact she was helpless, which only furthered the temptation of making a wish with Kyubey.

Not to mention, she could help her brother with her wish so that she wouldn't be so helpless anymore.

"Kyubey, I wish for my brother to be granted the ability to use magic with the ability to copy the magic of other Magical Girls to strengthen his own magic and add their abilities to his own," Nunnally declared.

"That's a rather detailed wish, but very well. There will be some momentary discomfort," Kyubey warned.

Nunnally felt a pain in her chest as she felt something was being pulled out of her before a glowing pink light she couldn't see radiated in front of her. She managed to resist crying out in pain, but thankfully the pain was brief.

"Now take hold of your Soul Gem," Kyubey instructed as Nunnally's Soul Gem materialized, but despite being blind, Nunnally reached out and seized her Soul Gem.

Her Soul Gem sat in the palm of Nunnally's hand with a pink egg-shaped jewel encased with a gold casing with a golden Oncidium decorating the top.

With Kyubey's telepathic instructions, Nunnally applied her newly gained magic to her legs, restoring them, and in a moment Nunnally slowly rose to her feet as a sense of exhilaration filled her.

"I can walk," Nunnally said happily with tears falling beneath her closed eyes.

Meanwhile, Lelouch and Suzaku were still sound asleep, but Lelouch was glowing briefly before the glow faded.

* * *

The following morning in another corner of the countryside of Japan there was another camp occupied by a group of girls, four of them to be exact.

Unlike the camp set up by Lelouch and Suzaku, the camp the girls had made was more organized and very well prepared with tents, one for each of them, and plenty of food and water to last them a few months as long as they were mindful of their supplies.

As the sun rose over the horizon, one of the girls emerged from the tent. She possessed short white hair and teal eyes wearing a white T-shirt and black shorts exited from one of the four identical grey tents with a yawn.

Mifuyu Azusa took a deep breath before using one hand to wipe away the drowsiness from her eyes, but soon another girl exited her tent.

Exiting her tent was a girl with long blonde hair and purple eyes with a more tired expression upon her face wearing a larger black T-shirt as a make-shift nightgown of shorts.

"Morning Mifuyu," Kanae Yukino greeted.

"Good morning Kanae," Mifuyu said, returning the gesture before exiting her tent to stretch.

After the pair finished stretching, they proceeded to clean themselves up for the day ahead. Once they were finished, the two fourteen-year-old girls were soon dressed in new clothes, which consisted of jeans and hiking boots with different shirts between them. Mifuyu wore a white shirt with a floral pattern on it while Kanae wore a black skirt with a skull and crossbones upon it.

Then the last two members of their group began to stir with the third tent opening as a girl with waist-length green hair and matching eyes emerged wearing light green floral print pajamas.

"Wow, you two are early birds," Mel Anna remarked as she soon emerged from her tent to clean herself up before getting changed.

Then last and not least, the leader of their group was the last to exit her tent.

She was the same age as the rest with waist-length blue hair and light blue eyes wearing white and blue striped pajamas.

"Well, this is a first you are usually the first of us to wake up," Mifuyu teased.

Yachiyo Nanami was wide awake, but like Mel, she also took a moment to stretch her limbs.

"Good morning," Yachiyo said, side-stepping the subject of her oversleeping.

After Yachiyo and Mel finished getting ready for the day, the group sat down together at the center of their campsite, eating breakfast while planning their day.

"So, are we moving further inland still?" Kanae asked before eating the last of her breakfast.

"Yes, because we should stay away from the cities and the coastline for the time being. I know it's going to be hard for some of us, but," Yachiyo answered before her expression became one of sadness as her sentence trailed off.

Yachiyo was concerned for her grandmother, who was the only living family she had left because her mother and father died in an accident when she was nine years old. Presently her grandmother was living in a special care home, but it had been evacuated when Britannia began its invasion. Luckily for them, Kamihama City wasn't in immediate danger due to its location being on the eastern side of the small nation while areas in the north, south, and west of Japan were being hit.

A majority of the population seized the opportunity to flee Japan before Britannian forces could circle around Japan and cut off any further attempts to escape while ensuring the Chinese Federation couldn't send its own troops in without provoking a full-scale war with Britannia. Yachiyo had arranged for her grandmother to be evacuated to the Chinese Federation, but due to her duties as a Magical Girl and to her friends, she chose to stay much to her grandmother's distress.

_You know I wouldn't abandon my friends, but I am sorry I couldn't tell you about my responsibilities as a Magical Girl, _Yachiyo lamented internally over her decision to send her grandmother away to another country.

The only other person among them who had any family to speak of was Kanae, who also had a grandmother who was in the hospital.

Thanks to Yachiyo's efforts and connections due to being a well-known fashion model in the city, she was able to get Kanae's grandmother safe passage to the Chinese Federation, where she hoped she would be safe.

Mel, on the other hand, didn't have any family, or at least as far as Yachiyo and the others knew despite having known her for over four years. Mifuyu, however, was a different story. She came from an old family who never gave Mifuyu any freedom. She never offered any details finding discussing her parents unpleasant, but Yachiyo wondered if because of conditions at home she just simply decided to leave them to fend for themselves was an indicator of how hostile relations between Mifuyu and her family had become.

Still, the girls were all wondering what the future would hold for them because they were keenly aware of the fact Japan wasn't going to win the war as much as they wished otherwise.

Yachiyo's thoughts were interrupted when a visited had just arrived.

"Good morning," Kyubey greeted upon arriving at the girl's camp.

"Hello Kyubey," Mifuyu said, returning the greeting.

"So, how has the war been proceeding?" Kanae asked.

"I am afraid the situation isn't improving much for Japan. The Britannian Army's new weapon they are calling Knightmare Frames are overwhelming Japan's ground forces wiping out tank battalions." Kyubey replied.

Much of their information about the current state of the war came from Kyubey, who had the latest news on war, and it was thanks to him the girls knew where to be to avoid being drawn into the conflict.

Although they thought about involving themselves in the war, Kyubey had warned them against it. Not only would it risk consuming much of their own magic, but ultimately their actions wouldn't affect the final outcome of the war, which Kyubey explained has been more or less decided. Even if other Magical Girls would get involved, Britannia's invasion force was too numerous for them to truly fend off.

Not to mention, Kyubey revealed there were other girls in Japan making wishes for either the war to end, for Japan to win against Britannia or both. However, there were others in Britannia, the daughters of the soldiers fighting in Japan who wished not only for their safe return but for them to win against Japan and conquer it.

_The girls who have the potential to become stronger Magical Girls will regrettably overwrite the wishes of the ones who do not. As a result, I do try to advise them against making such wishes since they tend to cancel one another out during wars like this one, _Kyubey had once explained to Yachiyo when she had asked if someone making a wish to affect the outcome of the war would do anything.

On the other hand Kyubey did reveal that those who heeded his warnings before making their wishes did instead wish for living conditions after Britannia's inevitable conquest of Japan would be better for them, so if anything they may not face as many problems those in other conquered Areas face such as having their name and culture stripped of them.

"Damn, I never thought Britannia would use machines that sound like they are straight out of a science fiction movie," Kanae commented.

"They are a very aggressive country who believes strongly in the pursuit of progress, especially when it comes to technology," Kyubey pointed out. "Their creation of the Knightmare Frame is one of the many proofs of that."

"And Japan got left behind if our military is being so soundly crushed," Mel said with a mixture of sadness and distress.

"To be fair, the introduction of the Knightmare Frame wasn't a major factor of the war. Its introduction has merely shortened the ground battles, but that was after Britannia's Naval and Air Forces overwhelmed Japan's with a combination of staggering numbers and possessing improved military hardware and weaponry overall."

"That makes it sound like our country is badly outdated compared to the rest of the world," Mifuyu commented.

"It's hardly Japan's fault," Kyubey said before elaborating furtherer. "Given the size of Japan itself and its population, it's resources beyond their Sakuradite Mines is very limited. Britannia has both a far greater population and more land under their control, giving them vastly more resources to enhance both their production and military with."

"Geez what were our leaders thinking trying to pressure a country much bigger than us," Mel remarked while she was playfully shuffling her favorite tarot cards.

"In the past, our country used their possession of the world's largest Sakuradite Mine to enjoy economic prosperity by manipulating the other three superpowers into a tense standoff, and they probably thought they could do so against to stop Britannia's aggression," Yachiyo explained calmly and logically.

"But this time it didn't work," Mifuyu added, "I doubt the Chinese Federation and the E.U. would help."

"Why not?" Kanae asked.

"Because they would be more interested in claiming Japan's Sakuradite Mines for themselves than helping Japan. It would turn into a three-way war between which would tear Japan apart," Yachiyo answered.

"That is true because it would benefit them more to seize Japan and it's Sakuradite Mines than helping such a small country," Kyubey added before deciding to change the subject. "Anyway, there was something I had wanted to ask of you, Yachiyo."

"What is it?"

"There is something I would like you and your friends to take care of for me," Kyubey answered before proceeding to explain.

* * *

Later that same morning, Lelouch and Suzaku, with the latter carrying Nunnally continued their trek deeper inland moving further away from likely locations expected to become battlegrounds. Even so, Lelouch and Suzaku were on guard and took great care to avoid any populated areas.

After all, Japan was at war with the Holy Britannia Empire, so two Britannian Children were unlikely to receive any kind treatment. If Lelouch was attacked by the local children for merely being Britannian before the war, then Lelouch didn't want to find out the difference in treatment under the current circumstances.

Unless the town showed signs of being abandoned or ruined, the group would steer clear of them.

_But we're going to start running low on water and food even if we ration what we have now, _Lelouch thought concerned their supplies would slowly diminish into nothing.

Using a pair of binoculars to examine the town from a safe distance Lelouch and Suzaku took turns trying to spot any sign of anyone living within.

"It looks empty to me," Suzaku remarked while Lelouch held the binoculars for Suzaku so the latter could focus on holding onto Nunnally, who was riding piggyback on him.

"Yeah, but the people could be hiding since they can't be sure if anyone from the Britannian Army might pass through here. If the town looks abandoned, they might leave it alone," Lelouch pointed out.

Although exploring an abandoned town would give them an excellent chance to collect supplies, the risk was extremely high its inhabitants could be there. It might not be an issue for Suzaku, but for Lelouch and Nunnally there was a genuine risk the two could end up killed.

That was a worst-case scenario, but at most, they would be just turned away.

"Maybe I should go in?" Suzaku offered.

Lelouch contemplated that idea, although Suzaku could move around more freely. There was no assurance the inhabitants of the town would be friendly, especially should they inquire about Suzaku's presence and why he was visiting.

The more Lelouch thought about it, the more he was convinced they should just move on.

"I think we would be better off continuing on," Lelouch said, although Suzaku was seemingly disappointed he understood Lelouch's reasoning.

"Alright," Suzaku replied, and the group did just that.

It was unfortunate, but the risk was too high for them.

A short time later, while walking through the forests, Suzaku heard a twig snap causing the group to pause before someone wearing a tattered black jacket with matching pants and boots sprang out from some bushes near the pair attempting to strike Suzaku. Thanks to years of rigorous martial arts training, Suzaku pulled back and evaded the attack just in time.

"Suzaku let go of Nunnally," Lelouch said while ready to catch his younger sister allowing Suzaku to fight back without having to carry her.

Suzaku did just that; although Lelouch fell back trying to carry his sister, Suzaku was now free to engage their attack.

"Well, someone who knows how to fight," the ten-year-old with white hair and grey eyes complimented, "that's good. I love a good fight!"

"Will Suzaku be ok," Nunnally asked while Lelouch was trying to get back onto his feet to move his sister away from the brawl.

"He'll be fine Suzaku is a lot stronger than us."

"That's a shame because that means you two are in trouble," a second voice belonging to another girl who appeared to be older than her accomplice.

She possessed long light pink hair tied into a ponytail that split off into two below the neck wearing black shorts and a dirty pink shirt while holding a broken pipe in her hands.

The second girl was about to strike Lelouch, but in his moment of panic and worry for Nunnally, something unexpected happened.

"Huh," the second girl said, shocked to find that she hit nothing. "Where did you two go?"

* * *

"How," Lelouch said as he was just as shocked by the development, "how did we just move away like that?"

Lelouch didn't see Suzaku or the two attacking them, but he could hear them in the distance behind them, meaning he wasn't too far from them.

"Interesting," Kyubey remarked approaching Lelouch and Nunnally, "It rarely happens whenever I grant a boy like you the ability to wield magic, but it seems you inherited your mother's teleportation ability."

"Who," Lelouch said, seeing Kyubey, "what are you?"

"Kyubey, does that mean my mother was a Magical Girl too?" Nunnally asked, surprising Lelouch.

"Yes, she was," Kyubey replied before proceeding to explain. "A mighty one at that whose magic allowed her to teleport short distances, which helped her earned her nickname Marianne the Flash. Her control and usage became so refined it appeared she was moving extremely fast to a casual observer. As a result of being her child you were born with tremendous potential as a Magical Girl, and Lelouch shares that potential even though he is a boy who cannot normally become one."

_However, any children they have if they are girls can, _Kyubey remarked internally.

"Nunnally, what is going on," Lelouch asked.

"I am sorry, brother, but I made a contract with Kyubey to give you magic?"

"What kind of contact," Lelouch inquired, but a part of him knew he wasn't going to like the answer.

"In exchange for granting one wish, she has become a Magical Girl to fight against witches just as your mother once did," Kyubey answered.

"She did WHAT!" Lelouch exclaimed in horror at the implications of that revelation.

* * *

Around the same time, despite the fight between two against Suzaku, whose martial arts training gave him the edge against his attackers who were finding it difficult to take him down.

Suzaku forced the white-haired attacker back with a roundhouse kick while her accomplice joined her.

"Damn, this Japanese kid is tough, isn't he Corbeau?" The pink-haired girl commented.

"I know Lapin, but that's what makes this fight so much fun," Corbeau replied with a big grin.

"Are you two Britannians?"

"No dumbass," Lapin snapped before she rushed Suzaku swinging her weapon at him, but Suzaku skillfully avoided it. "We're French!"

"We were abandoned by our parents on this piece of garbage land, so we got to fend for ourselves any way we can!" Corbeau replied before joining Lapin in a coordinated attack against Suzaku.

Although Corbeau and Lapin lacked any clear formal training in hand to hand, their ability to coordinate and work together as a team allowed them to compensate. Corbeau, despite any training, was clearly a natural brawler given her strength and endurance. With proper instruction in martial arts of any other hand to hand combat training she could become quite the fighter.

Suzaku's own training allowed him to fight the pair off, but there was no sign of ending the fight quickly.

Until he finally landed a solid blow when Suzaku leaped back before using a tree to launch himself into the air before performing a spin kick that hit Corbeau across the face knocking her to the ground.

"HOW DARE YOU HIT MY SISTER!" Lapin snapped now wholly enraged.

"She's a girl," Suzaku commented by accident, having mistaken Corbeau for a boy, but he did on some level regret hitting a girl more in regards to the principle of the matter. However they were attacking them, so Suzaku was merely fighting back in self-defense. "I am sorry about that, but you are attacking us, so I am just fighting back."

Unfortunately, that comment only enraged Corbeau as she picked up two rocks before tightening her fists around them as she got back up.

"What the hell," Corbeau began as Suzaku instinctively adopted a defensive stance after deflecting Lapin's attack with his hands, "DID YOU THINK I WAS!"

Corbeau charged Suzaku, but when Suzaku tried to fight back, she powered through his strikes despite taking a hit on her shoulder and chest. Suzaku dodged the first punch, but the second from Corbeau hit him square in the stomach knocking the wind out of him. Thanks to the rocks, she was using Corbeau's punches carried more behind each blow. However Suzaku, who has endured a very rigorous training at the hands of his teacher, didn't go down with a single punch.

Suzaku fought back this time, dropping low to knock Corbeau off her feet with a sweeping kick before leaping back up before Lapin could attack him.

Despite the punishment, Corbeau took when charging Suzaku, her grin had only gotten wider.

"What pain," Corbeau began before blushing, "I like it!"

_She's crazy, _Suzaku thought before wondering how he was going to win this.

Suddenly the world around them became distorted as something otherworldly and surreal began overlapping their surroundings.

* * *

"What's this," Lelouch demanded as he, Nunnally and Kyubey, were also caught up in the unusual occurrence.

"It's a Witch's Barrier or otherwise called a Labyrinth," Kyubey answered.

"You mean a witch is attacking us?" Nunnally asked.

"Yes, although I am surprised one is all the way out here, so this one must've been born recently," Kyubey replied, having expected most Witches to be near where the conflicts are since they provide more opportunities for them to prey on humans.

"Is this a way out?" Lelouch inquired, especially since he saw no sign of escape.

"The only way out is to defeat the Witch, so Nunnally must fight it."

"She can't, Nunnally," Lelouch began until he saw Nunnally stand up, causing Lelouch to look at her in stunned silence.

"I used my new magic to heal my legs," Nunnally explained to her stunned older brother before she drew her soul gem.

Drawing on its power Lelouch watched his seven-year-old sister transform as her simple pink jumper and white shirt turned into a fashionable pink dress with slits in the sides for ease of movement and white angel-like wings wrapped around her shoulders wearing white boots and matching tights underneath her dress with white gloves and pink bow miniature hat on her head.

Flowing from her shoulders were long pink strips, two per shoulder, with blade-like ends.

"What about your eyes?" Lelouch asked, although he wanted to ask more details about the power she had, he was more concerned about the fact she was still blind and was expected to fight some kind of monster.

It was a fact that deeply bothered Lelouch, to put it mildly; although he wanted to do something he didn't know what he could, that made it even worse.

"Her lack of sight is a problem," Kyubey acknowledged, "however, with time and training she could use magic to enhance her other senses to compensate."

"We don't exactly have time," Lelouch pointed out.

"You're right," Kyubey said in agreement, "but someone has wished for your well being to be assured, so I have already taken steps to ensure that wish is fulfilled as per my contact with them."

"What do you mean?" Nunnally asked, but another voice answered for her.

"It could be possible Kyubey meant me," another voice belonging to another girl replied.

Approaching the pair was a girl who was as old as Lelouch was with long waist-length russet hair and matching eyes wearing a Victorian-era gown and coat with black and red colors with a gold trim complete with a red bowtie. A ballooning dress was part of her attire, but it opened in the middle to not only allowed her to move more freely; it showed she wore a skirt and knee-high black socks with red and black shoes.

"Hello, my name is Touka," Touka greeted before closing the parasol that matched the colors of her outfit. "I am a Magical Girl too."

Lelouch was about to say something when the sound of something else approaching them caught his attention.

Emerging from the shadows of the otherworldly environment was creatures Lelouch had never seen before, which could be described as giant caterpillars being bigger than a large dog. Their designs were unusual, but they had seashells for horns on their heads and other materials composing their bodies Lelouch couldn't quite identify.

Lelouch took a step back, knowing he had no weapons to fight back with, "What are those things?"

"They are Familiars, creatures spawned by the witch to do her bidding," Kyubey replied.

"I'll handle this," Touka offered with a polite bow before a wave of her hand led to twenty open parasols to suddenly manifest in the air around her.

The twenty parasols took to the air before they took aim at the dozens of familiars belonging to the witch called Zabaii. At her command, Touka's parasols began shooting beams of concentrated magical energy that proceeded to tear through the ranks of the familiars, causing them to scatter, but Touka merely conjured more parasols to systematically wipe out the attack familiars before they could get close to Lelouch or Nunnally.

Lelouch had to shield himself from the dust and sand that was sent flying into the air with the destruction of the Familiars.

_She wiped them out so quickly, _Lelouch commented internally.

"I guess you must be new to all of this," Touka said, approaching Nunnally and Lelouch, "but I am surprised to see a boy here."

"Its because my brother can use magic," Nunnally answered.

"Oh, that's a first, but I guess that explains it," Touka replied, intrigued by the revelation.

"Why did you help us?" Lelouch inquired, although he wasn't ungrateful for it, his past experiences has made him suspicious of others.

Lelouch had a hard time accepting those who would help without wanting something in return.

"Why not?" Touka replied. "Despite my powers, this witch is dangerous, so I was hoping your sister would help me to destroy it, thereby increasing our chances for victory to one hundred percent. I am willing to let your sister have the grief seed."

"Greif Seed," Lelouch said, clearly unaware of what that meant.

"A witch's egg, which I suppose you can call it the core of the witch. After a battle, Magical Girls would use them to cleanse their Soul Gem of impurities to restore their magical power," Kyubey answered.

"If a magical girl's soul gem becomes too tainted, they could die because their magical energy is their life force," Touka added as a warning.

"Was Nunnally even warned about that before she made a contract with her?" Lelouch asked while holding back his anger.

Nunnally was about to say something when Touka intervened.

"This isn't the place for this discussion," Touka pointed out.

Lelouch was still both understandably upset and distressed by this fate Nunnally had placed upon her shoulders; he knew Touka had a point.

"You're right," Lelouch said calmly, putting his anger aside for the time being. "First, we better locate Suzaku, and then we'll go from there. Then we can hunt down the witch so we can escape."

"It would be better to kill the witch first," Kyubey suggested.

"Maybe, but if this place is a maze as you say, then there is a chance we could find Suzaku on our way to slay the witch," Lelouch pointed out.

_I just hope you're alright Suzaku, _Lelouch thought while Touka took point to lead the group through the witch's labyrinth.

* * *

A/N: this felt like a good point to end it.

Anyway, Lelouch, Nunnally joined by Touka have to find Suzaku before the Familiars of the Witch's labyrinth kills him.

More help could be on the way, but will they make it in time.

I almost had Tsuruno Yui and Momoko Togame part of Yachiyo's group, but I don't know when they became Magical Girls, but I assume Tsuruno likely joined sometime after Momoko became a Magical Girl and ran with Yachiyo's group before forming her own group. So if anyone was wondering why I didn't include them.

And I will reveal the Touka before Lelouch and Nunnally is Touka Satomi, and yes, as mentioned this is happening five years before events of Magica Record so why she is there is part of the story's plot and mystery just so no one assumes she is an OC of some kind.

Now for the pairings, although I am more than content to pair Lelouch with one character with Mami Tomoe being my original choice but given how emotionally fragile she can be when it comes to truth behind witches I am looking at Iroha Tamaki (and yes she'll be Shinichirō Tamaki's niece), Yachiyo Nanami, Corbeau and others as alternatives.

A harem is a possibility, but only if I can make it work without being a hindrance to the story while avoiding some of the traditional pitfalls if possible.

I have a poll on my profile to determine a lineup, seven will be the maximum number, but unlike my other harem polls, this one has some additional conditions added in where those who rank the highest don't just secure a chance to be part of the harem.

I should note none of them have to win the poll to be in the harem for these conditions to be resolved, but at least in the top twenty or higher. Because I will hold a part two of the poll to narrow it down further, but if there is anyone else who you feel I should include (some I kept out because of their age or I didn't think their personalities would mesh well with Lelouch) then let me know via PM or by review.

Condition One: depending on how high Kallen and C.C. are on, the poll will determine which of them will appear in the story first.

Condition Two: Akira Shinobu (daughter of a karate school instructor) and Asuka Tatsuki (the assistant naginata instructor at the Ryushinkan Dojo that teaches swordsmanship), whichever of the two is the highest over the other will determine which of their school Lelouch will go to further train and strength his body. He has access to magic, but Lelouch is more of a glass cannon since he doesn't have the increased strength and durability a magical girl has, so Lelouch will have to find ways to compensate for it or just be mindful to avoid being hit.

Condition Three: The higher Kanae Yukino and/or Mel Anna are on the poll, it determines if they will survive or not, but keep in mind that means someone else could die. I will not elaborate further to avoid spoilers to their stories.

So I hope this adds an interesting twist to the poll besides just choosing pairing candidates for Lelouch.

As a side note, unlike Corbeau, Riz, Melissa, and Tart won't appear until later in the story when the group ends up visiting France, and this time, it won't be through a dream. But they could have a shot at winning Lelouch's heart depending on how events play out.

And keep in mind, and I mentioned it in the poll to avoid being misunderstood that there will be no romantic relationships until Lelouch reaches seventeen or eighteen, but since this is starting with Lelouch as a ten-year-old boy that means I got a good seven to eight years to sort it all out and narrow down a romantic partner (or partners) for him.

Anyone who knows me should be aware I refuse to do underage pairings, so I don't want anyone to get the wrong idea.

And if anyone was worried about the whole thing of Magical Girls' bodies being husks or zombies as some put it that could cause issues for a pairing I already got a few plans in mind to deal with that issue as a precaution, and if Magical Girls like Cleopatra and Isabeau de Bavière could have children while they were Magical Girls, the latter had quite a few sons and daughters historically, so I don't think a relationship with one should be much of an issue.

Either way, I got a plan in mind to deal with it in the future, so rest assured.

Besides, I am sure children of Magical Girls would possess potential to become capable magical girls themselves, which is something I am sure even Kyubey would take note of. And now Marianne managed to escape becoming a witch and living up to thirty as a Magical Girl before her "death" will be explored and explained later in the story.

And finally, you'll see Nunnally's abilities in the next chapter, but her lack of area awareness will hinder her combat ability for the time being.

Anyway, I hope that answers all of your questions, and if you have any more feel free to leave it in a review or PM, but if it reveals potential spoilers I might stay quiet on it. I thank you in advance for your reviews and feedback.


	2. Chapter 2 The World of Witches

A/N: Thank you to everyone who reviewed and I was quite nervous when I posted this chapter.

I had wanted to post this chapter earlier to commemorate Madoka Kaname's birthday to make its posting more fitting, but this is a tad belated I imagine.

The poll is still ongoing and will be for a while since it will take about fifty votes to get some precise cut results, but I do have another poll in my forum. The link that leads to my Code Geass R&D crossover forum located on my profile where under the topic "Madoka Magica and Code Geass Crossover Take 4," where I have a second poll posted at.

After reading this chapter feel free to check it out.

Anyway this chapter ended up being a little shorter than intended, but after this we'll get some backstory on some of the characters introduced and an idea of where the story will go from there.

For now they need to survive the den of a witch and her familiars.

* * *

_Thoughts or to add emphasis to something. _

_-Telepathic Communication_-

* * *

**Chapter 2**

**The World of Witches**

"What the hell is this," Corbeau demanded as she and Lapin backed away from Suzaku.

The labyrinth forming around them caused the trio to stop their fighting, but there was a sense of disbelief among them.

What had been trees and bushes surrounding them had been replaced with a surreal landscape that could be only described as a giant sandbox. The ground they stood on was nothing but sand, while the structures around them consisted of various tools and molds you would expect to find in a sandbox such as colorful shoves and castle tower molds. There were different passageways, and the walls and ceiling were made of red wood-like material.

Yet when Suzaku put his hand on one of the walls, it didn't feel like wood.

"We just didn't pass out or something," Suzaku asked while he was on guard, but he couldn't recall anything that could've caused him to lose consciousness.

Corbeau walked up to Suzaku before pulling on his ear, causing Suzaku to pull back and instinctively throw a punch that Corbeau caught.

"I felt that, and so did you," Corbeau determined before backing away. "This isn't some shared dream, so we know that."

"Ok," Suzaku said, feeling sore about his ear.

"So what do we do, sis?" Lapin asked, but before Corbeau could answer, they heard something.

Emerging from the sand behind the trio were caterpillar-like creatures, each of them was the size of a large dog. Their bodies were unusual in being of different colors and materials and sphere-shaped, but they had seashells for horns on their heads.

"What the hell are those things," Lapin cried out, taking cover behind Corbeau.

"I really don't think they are friendly," Suzaku said as he began instinctively backing away.

"What gave you that idea?" Corbeau mocked.

"Sis, we should run, right?" Lapin asked, knowing the answer was obvious.

"Yes, we should," Corbeau answered before she and Lapin began running down the nearest hallway out of the chamber, followed by Suzaku.

The Witch's Familiars gave chase after the three, although they had a head start the group recognized the Familiars were catching up to them.

* * *

Meanwhile, in another corner of the labyrinth; Lelouch, Touka, Nunnally, and Kyubey were facing another group of Familiars, but unlike Suzaku, Corbeau, and Lapin their Magical Girl companion made short work of them.

Touka had manifested a dozen parasols that floated in the air around them, shooting any Familiars that dare approach them as they continued searching for Suzaku. Lelouch was impressed and yet was trying to grasp how Touka's abilities worked, although Lelouch was still trying to understand how his own short teleportation ability worked.

_Those things are more akin to attack drones than parasols, _Lelouch thought glancing at Touka, who seemed to have no trouble coordinating and directing her umbrellas without any gestures or spoken commands.

"Stay back," Touka warned as a swarm of Familiars began pouring out of one of the passageways towards them.

Thanks to the dozen parasols she has conjured, Touka was having little difficulty in keeping the Witch's Familiars held back while they were swiftly and systematically eliminated the charging Zabaii, but behind Lelouch and Nunnally, several of them were emerging from the ground. The pair were captivated by Touka's elimination of the Familiars; they didn't realize a group of them was about to attack them from behind.

"LOOK OUT

Lelouch looked over his shoulder, and he saw the Familiars, but he and Lelouch didn't have time to evade.

Suddenly Yachiyo appeared, descending from above, but unlike her earlier appearance, her Magical Girl transformation had her wearing a blue dress with white armor trimmed with gold around her chest and shoulders wielding a halberd. Yachiyo swiftly beheaded one of the Familiars before a dozen copies of Yachiyo's halberd erupted from the ground forming a wall between the Familiars and the siblings. Lelouch and Nunnally stepped back as Yachiyo dealt with the Familiars, but was quickly joined by the rest of her friends who proceeded to slaughter them.

Yachiyo wasn't the only one because her attack was followed by a shower of tarot cards striking down a few Familiars, although at first glance, the cards seemed harmless they were as effective throwing knives as they cut into the familiars slaying them.

Mel had arrived on the scene wielding five tarot cards in each hand wearing a green dress with black leggings underneath. Accompanying her was Kanae wearing a black sleeveless leather turtleneck with long coat-tails and torn matching leather pants armed with a metallic smoking pipe.

A shower of tarot cards struck down a couple Familiars throw by Mel before Kanae joined the fray bashing the heads of the caterpillar-like creatures with her weapon. The caterpillar-like creatures changed tactics by launching parts of their own bodies at the group with Touka shooting them down while Kanae worked together with Yachiyo to deflect them using their own weapons. Lastly, Mifuyu joined Yachiyo wielding a large circular chakram using it skillfully as she decapitated the second group of Familiars.

Mifuyu wore a grey robe trimmed with white possessing no sleeves, but she wore separate bell-shaped sleeves attached to her forearms with thigh-high tights and integrated boots and a light grey shirt and skirt with a pink bow and long grey strips tied into her white hair.

Using her chakram, Mifuyu attacked any Familiars attempting to use their abilities to hurl parts of their own bodies as projectiles that had managed to keep her distance from Yachiyo and the others.

As all of this happened before him, Lelouch couldn't help but be in awe witnessing the powers these Magical Girls were demonstrating.

_Is this kind of power Nunnally possess now, and me too? _

As the Magical Girls around him continued to slaughter the Familiars by the dozens as they continued to pour into the large chamber, Lelouch began to contemplate the ramifications of what being a Magical Girl could mean for Nunnally.

And for him too since Lelouch was now in possession of magic.

As quickly as Yachiyo's group arrived, the Familiars were eventually wiped out. With no more coming to attack them, the group had a short reprieve. Mifuyu took a deep breath before turning to Touka, Lelouch, Nunnally, and Kyubey.

"Are you guys, alright?"

"We're fine, but what about Suzaku?" Nunnally asked.

"Suzaku," Mifuyu asked.

"He's our friend, and I am certain he got caught inside this maze," Lelouch answered.

"We haven't seen him," Kanae pointed out.

"Then we should find and eliminate the witch as soon as possible," Yachiyo suggested.

"Shouldn't we find him?" Nunnally asked distressed by Suzaku's likely situation if what was happening to them moments ago was anything to go by.

"It's risky to search for someone inside a Witch's Labyrinth," Kyubey warned. "The safest and most effective approach would be to find the witch and kill it. Then the labyrinth will vanish."

"Both options offer the same level of risk for Suzaku," Lelouch acknowledged, although he wanted to find Suzaku as much as Nunnally the time spent wandering around the labyrinth Lelouch could only guess the place was indeed a literal maze.

_I don't like it, but it's our best option, _Lelouch thought.

"I hate to say it, but we'll need to kill the witch. It will be our best chance to help Suzaku," Lelouch suggested.

"But Suzaku may not survive if we don't find him now," Nunnally argued.

"I know," Lelouch said in agreement, "but we may not find him fast enough is the problem, and this place from the time we have spent running around is a lot larger than it appears."

"You're both right," Touka pointed out.

"I agree with her," Yachiyo said, but whatever they planned to do, they had to act quickly.

"Yachiyo," Kanae began, "me and Mel will go one way to see if we can find Suzaku."

"Right," Mifuyu said, understanding what Kanae intended, "Yachiyo and I can take care of the witch. We might even run into Suzaku along the way."

"You guys think you can handle the witch without us?" Mel asked, worried for her friends. "My reading this morning, this suggests good fortune, but I am still worried."

"We'll be fine," Yachiyo offered confidently, "Mifuyu and I can handle it along with."

Recognizing Yachiyo was looking at her, Touka introduced herself, "I am Touka Sato."

"Right, we forgot to introduce ourselves," Mifuyu said with a light smile before introducing herself. "I am Mifuyu, and this is Yachiyo."

"I am Kanae, and this is Mel," Kanae said while Mel waved at Lelouch, Nunnally, and Touka.

"I am Lelouch, and this is my sister Nunnally," Lelouch offered in return.

"The rest will have to wait," Yachiyo said, "time isn't on our side, so let's move quickly and locate Suzaku or the Witch."

* * *

Speaking of Suzaku; no matter how many corners he, Corbeau, and Lapin turned to shake their pursuers, the Familiars were not too far behind, and after running around for what felt like an hour, the group was beginning to get tried.

"When did we end up in a horror movie?" Lapin asked before Corbeau picked up her sister when it was becoming clear she was too tired to keep running.

"Just focus on running!" Suzaku suggested.

"Good plan!" Corbeau said in agreement.

Still, the trio knew they couldn't outrun the Familiars forever, and it was only a matter of time before they would be too exhausted to run anymore.

Sadly the pair came across a dead end, and the Familiars were closing in; while at the same time spreading their ranks to ensure there was no escape.

"We're trapped," Lapin cried out, hugging Corbeau, but Suzaku grabbed one of the large shovels intending to use it as a weapon, although it was quite large for him to handle.

"Just stay behind me!" Suzaku demanded.

"You really think that is going to save us?" Corbeau offered well aware that Suzaku's chances of fighting off Familiars with such an oversize weapon he could barely hold up were slim.

"You save yourself," Kyubey offered as he appearing beside Corbeau and Lapin on their left. "Corbeau Tebelin, you have the potential to become a Magical Girl, a very powerful one at that. All you have to do is form a contract with me by making a wish for whatever you want."

"A what now?" Corbeau asked, confused.

"You mean like those girls in sailor outfits Minou reads and hides from dad," Lapin asked.

"Quite different," Kyubey answered, deciding to sidestep to avoid a pointless discussion about the Magical Girl genre. "But more importantly, you will gain superhuman abilities that will allow you to fight back."

"We aren't imagining you or anything like that?" Corbeau asked with a skeptical expression.

"No, I am quite real, but I do advise you should make your decision quickly. I don't like to rush prospective Magical Girls into a Contract with me, but I am afraid time isn't on your side." Kyubey explained before using one of his ears to point to Suzaku.

Despite his effort, Suzaku was being overwhelmed, but despite the staggering odds before him, the young man was managing to hold off the swarm of Familiars. The feat was impressive, but the Familiars were merely being inconvenienced at best by Suzaku's effort, and soon, he would be overwhelmed.

Corbeau only shook her head, "for someone claiming for not pushing people into making a contract with you, there is no mistake you picked a time to intervene."

"Would you prefer it if I didn't offer at all given your situation?"

Corbeau and Lapin merely glared at Kyubey.

"Regardless, are you interested?" Kyubey inquired.

Around the same time, Suzaku was putting up a valiant effort, but ultimately their numbers were overwhelming him, and it didn't help the caterpillars-like monsters were launching parts of their own bodies at him.

_I can't fend them off, _Suzaku thought as his defenses began to fail him, but suddenly a bright light shinned behind him, followed by the sound of someone in pain.

Fearing the creatures might've have gotten around him, Suzaku internally apologized, but seconds later, black projectiles akin to blades rained down upon the attacking Familiars. A dozen Zabaii laid dead, and soon, another barrage of black projectiles came down, which upon closer inspection of one stuck in the ground near him was a black feather.

"Huh," Suzaku said before Corbeau ran past him.

"You were willing to lay down your life for us despite what happened earlier, so let me repay the favor."

Suzaku watched in stunned silence as Corbeau was now dressed in a black cloak with white fur trim around the hood's edges while wearing a white long sleeve tunic-style top with a white gem embedded into it above her collar bone and white gloves. She wore black pants and matching boots with armor plates strapped around her thighs. Lastly, Corbeau wore a black mask with a pointed nose and white lenses that covered her eyes.

Corbeau punched the nearest Familiar, killing it before delivering a bone-breaking punch to the next one closest to her.

Suzaku stepped back instinctively, realizing he would just be in the way as Corbeau took on the horde of Familiars, and _winning. _Suzaku even realized Corbeau was the one using the black feathers as projectile weapons, which were being fired from her wing-like cape. He also couldn't keep track as to how fast those feathers were moving, but they were blurs to a casual observer. Even worrying was how Corbeau was having the time of her life despite the dangerous situation they were still in.

"Is she alright?" Suzaku asked as he backed away to stand next to Lapin.

"If it's about her laughing, don't worry about it," Lapin replied dismissively, "she has always been like that for as long as I can remember. Whenever she gets into a fight, and she enjoys it, then she starts laughing as a sign."

"Well ok, but it looks like she is really thinning out those things' numbers," Suzaku said, although he was skeptical, yet it seemed they would survive.

However, Suzaku was worried about what would happen once they were out of danger.

* * *

Yachiyo and Mifuyu took point while Touka, Nunnally, and Lelouch followed the pair while they made their way deeper into the labyrinth seeking the Witch or if they were lucky enough, they would find Suzaku.

The group had run into some Familiars along the way, but the numbers they encountered were few and quickly manageable, allowing the group to proceed mostly unhindered.

"We're getting close," Mifuyu commented, noticing her soul gem, which she wore around her neck on a choker, glowed briefly.

"So you use your soul gems to track the movements of a Witch," Lelouch asked, wishing to confirm his observation.

"That's right," Mifuyu answered.

"They are also the source of our magic, so we must take care to protect it," Touka added as a word of caution.

"I assume you know about Greif Seeds," Mifuyu asked, which Lelouch responded with a nod.

"How long ago did your sister make her wish?" Yachiyo inquired.

"Last night," Nunnally replied.

"I see," Yachiyo said, contemplating something before mentioning, "I suppose I can understand why Kyubey would ask us to come and help you."

"Kyubey usually doesn't do that for first time Magical Girls," Mifuyu pointed out.

"Not normally, although I will introduce a prospective candidate to a Magical Girl to help ease any reservations about making a contract with me," Kyubey said, reappearing walking alongside Nunnally and Lelouch.

Lelouch glared at the white creature with annoyance. "Where have you been?"

"I was seeking Corbeau, the girl with Suzaku, but you'll be pleased to know he'll be fine."

Nunnally was relieved that Suzaku was going to be okay, but something in the back of her mind left her concerned. "Uh, why were you seeking the girl who attacked us?"

"Because she has the potential to become a Magical Girl, and she accepted which saved Suzaku's life," Kyubey answered, prompting an instant response from Lelouch.

"You made a Magical Girl out of someone who was attacking us?!"

"Yes, but I doubt she'll attack you," Kyubey answered somewhat dismissively.

Mifuyu sighed, "You have been just making Magical Girl contracts with everyone it seems?"

"Of course, especially since once this war is over, you can expect a very sharp spike in the number of witches in Japan. Wars have always provided a place for witches to grow in number," Kyubey warned.

"How," Lelouch demanded, knowing there was little point to berate Kyubey for gaining a hostile girl magical abilities.

Although Lelouch feared that girl could become a threat once the witch was dealt with, and he didn't know for sure if Yachiyo and her friends were trustworthy.

"When a Familiar usually consumes seven or eight humans, they become a witch. After that, they create their own labyrinth, and then the process repeats," Yachiyo explained.

"I see," Lelouch said quickly, seeing how Witches could thrive during a war.

_Probably thanks to all of the fighting Witches and their Familiars can move around unhindered, and if normal humans can't see them, then even wounded soldiers or trapped civilians would be easy prey for them. I am already picturing more than two dozen ways a Witch and their Familiars could feed on plenty of humans in a conflict if no one can see them, and they can draw in their victims into places like this, _Lelouch deduced.

"We're here," Yachiyo said, holding out her arm.

"It's beyond this door," Mifuyu said before readying her weapon before Yachiyo stepped forward to open the door.

"You two stay here with Kyubey," Yachiyo instructed before turning to Touka, "and Miss Sato, could you protect them?"

"Of course," Touka replied with a polite bow. "However, I can create additional parasols to provide you two with fire support."

"That will be nice, and we can finish this a lot quicker," Mifuyu replied before turning to Yachiyo, who exchanged a nod with her before the pair leaped into the room beyond.

Touka stood at the doorway while Lelouch stepped closer to look over Touka's shoulder to peer inside the witch's chamber. Like the rest of the witch's dominion, it was a giant sandbox, but unlike the rest of the witch's labyrinth, there were apparent signs at attempts to build a sandcastle. However, it seemed each of them was destroyed one way or another, which made it easy for Lelouch to spot the witch.

_That's what a witch looks like, _Lelouch said as he felt a cold chill because it gave him a clear picture of what his sister was expected to fight.

The Sandbox Witch; Zenobia was at least six meters tall whose entire body seemed composed of mostly sand, yet there were different colors involved.

Overall the Witch of Sandboxes looked like a mockery of a little girl with long bushy orange hair composed of sand like the rest of her body. Her body was modeled after a black and white dress with long bell-shaped arms. She had a single yellow eye and a bucket on one side of her head with two colorful shovels stuck in the back of her head next to the bucket.

"Are witches that big," Lelouch muttered.

"Some of them are, but there are some much bigger than that and some much smaller, which is usually based on what kind of unique abilities a witch has. Every witch is different in many ways," Kyubey answered.

"And my sister is supposed to fight THAT," Lelouch said, finding it increasingly difficult to contain his anger.

"Yes," Kyubey replied without a second thought.

Before Lelouch could lash out in anger, Touka put a firm hand on his shoulder.

"Nothing good will come out of lashing out against Kyubey. Your sister made her wish, and there isn't anything you can do to change it."

"I know," Lelouch said as his hands tightened into fists.

"Brother," Nunnally said timidly, which caused some of Lelouch's anger to diminish since he couldn't be angry with his beloved little sister.

Meanwhile, Mifuyu and Yachiyo approached the witch as it was focused on building a sandcastle.

The castle it was creating was very well crafted, but suddenly it smashed its creation apart with its enormous arms before Mifuyu began attacking it by rushing it with Yachiyo moving to the side to flank it. The Witch became aware of them as it immediately took a swipe at Mifuyu using one of its giant arms to crush the fourteen-year-old Magical Girl. At the same time, Yachiyo was using her magic to create additional halberds she began using as steps to create a makeshift set of stairs so she could attack it from above and strike a vital point such as its neck.

Watching from above Lelouch noticed additional copies of Mifuyu appearing that she was leaving in her wake as she dodged Zenobia's attacks. With each miss, another Mifuyu appeared where she had been standing, which was confusing the witch, leaving it uncertain, which was the real one.

"Are those illusions or after images?"

"Mifuyu's magic allows her to create illusions, which are quite useful for distracting witches and familiars," Kyubey replied.

"I see, which allows for her friend to attack while it's distracted," Lelouch said recognizing what Yachiyo and Mifuyu had in mind.

"Don't assume it is ever that easy with a witch," Touka cautioned.

Suddenly Zenobia's hair began to grow in size before small tornadoes of sand began to erupt from it surging towards Mifuyu while tearing through some of her illusions. Yachiyo started her attack by conjuring additional halberds before hurling them at witch one by one to gets its attention before holding onto the last one of the seven she had created. It was a risky move, but the increase of the mass of the witch's hair made it impossible for her to strike at its neck without having it turn around first.

Yachiyo was close but was forced to deflect an attack from the witch when it spat sand at her.

Mifuyu was quick to move in to help cover Yachiyo's retreat, but at the same time she was seeking an opening to strike at the witch. She couldn't get close to its head or neck, but gathering strength she swung down and cut into one of the witch's arms before quickly retreating. If Mifuyu hadn't backed off as quickly as she did when Zenobia's retaliatory strike could've sent her flying across the chamber. Zenobia was about to strike back with more miniature tornados of sand conjured from her hair when Touka's parasols intervened, shooting them to give Mifuyu and Yachiyo a chance to pull back.

The timely distraction allowed Yachiyo to close the distance after moving towards the distracted witch as it focused on dealing with Touka's parasols trying to destroy them.

Creating over a dozen halberds, Yachiyo launched them all at Zenobia landing seven halberds onto the witch's arm and torso, but none of her hits didn't seem to inflict any significant damage. Touka's attacks were helping to keep the witch from focusing its attention on Yachiyo or Mifuyu, but the battle was a slate mate so far.

"Neo Genesis," Touka muttered as she had a dozen of her parasols began focusing their means into one much stronger and more powerful beam while another group of them was distracting the witch.

The combined beam struck the witch in the chest, knocking it back leaving it open for attack by Yachiyo and Mifuyu. Even though the witch was recovering surprisingly quickly by drawing upon the sand surrounding it to heal its injuries. However Yachiyo was much quicker and began assaulting the witch with additionally created halberds to attack the witch by aiming for its head. Zenobia quickly used one of its arms to shield its head from attack allowing it to dampen Yachiyo's attack.

Mifuyu delivered a blow to its head in between the bucket and shovels on top of its head, trying to split its head into two.

The witch released a scream, but it began thrashing about wildly trying to remove Mifuyu and her weapon from its head. Yachiyo tried to get close to strike at its neck, but the witch was tossing itself about too much for her to get close without being knocked away like a rag doll.

"ROOM FOR ONE MORE!"

Corbeau made her presence known by descending from above, having entered the chamber through another way in, before unleashing a volley of black feathers against the witch. One of them struck it in its eye causing it to whiter in pain. Mifuyu had pulled back ready for another strike, but Corbeau descended upon the witch before delivering a solid punch to the top of its head.

Laughing like a madwoman, Corbeau grabbed one of the shovels decorating Zenobia's head to use as a makeshift weapon to attack the witch.

Seizing the chance, Yachiyo rushed to slash the witch's exposed neck, thanks to Corbeau and Mifuyu's efforts creating an opening. With one mighty swing Yachiyo beheaded the witch successfully killing it before its body began to disintegrate into sand soon followed by its labyrinth beginning to fade away like some kind of mirage.

"Does that mean we won?" Lelouch asked, knowing the answer was obvious, but he wanted to be sure.

"Yes, the witch has been slain," Kyubey replied.

"Now it's a matter of who gets the grief seed?" Touka pointed out.

"Can't we all share it?" Nunnally asked.

"No," Touka replied bluntly, "a grief seed is good for usually one or three usages; otherwise there is the risk of the witch reviving from it."

"I don't need it, so that won't be a problem," Lelouch noted.

"Yes, but there are six Magical Girls to consider," Touka added as the witch's labyrinth finished vanishing.

The group was back in the forest where they had been when they were all drawn into the witch's barrier.

"Not only that, we now have the problem of that girl who attacked Suzaku," Lelouch added knowing the two who attacked them could be a problem.

A short distance away from Touka, Lelouch, Nunnally and Kyubey were standing was Lapin and Suzaku, who approached Corbeau while Yachiyo picked up the grief seed while Mifuyu cautiously kept an eye on Corbeau.

"Now that was an enjoyable experience, but most of all, I love this new power," Corbeau said as she began marveling at her new appearance.

"So who are you?" Yachiyo asked.

"I am Corbeau, but who are you?"

* * *

"This could end badly," Lelouch said, having a bad feeling about this.

"Brother maybe you could copy Touka's magic. Could that help you if," Nunnally began before adding, "Things end badly?"

"I can copy magic?" Lelouch asked, completely unaware of this.

"When Nunnally made her wish, you didn't only gain the ability to use magic, but you could copy the magic from others by touching their soul gems," Kyubey explained. "Granting you the ability to use their magic."

Touka seemed skeptical, but she recognized the advantage that could present.

"That could give you an edge, and a means to surprise them should they prove hostile," Touka said before pulling a red gem attached to her bowtie. Once it was in her hand, the gemstone transformed into a red soul gem identical to Nunnally's, but instead of a flower on top, it bore a parasol. "Here, touch it."

Lelouch was hesitant at first, but a thought came to mind.

_She accepted that idea a little too quickly, _Lelouch remarked internally, feeling skeptical of Touka's intentions.

However, Lelouch relented and touched her soul gem, placing two fingers atop of it before he felt a sensation that began from his fingers before spreading through the rest of his body. It wasn't painful, but rather a feeling of renewal that was pleasant. Lelouch felt stronger alongside these feelings of renewal, although he knew it wasn't in a physical sense, yet he knew it was related to his magic.

Withdrawing his hand while looking at it, Lelouch looked to Touka, who nodded. Lelouch closed his eyes and began to focus, although he had never done it before Lelouch tried to envision Touka's parasols. Lelouch wanted to attempt using Touka's magic by picturing it in his mind's eye if Lelouch could manifest them that way. Within moments Lelouch was successful, but he only summoned one black parasol.

"Interesting," Touka commented, "but it seems you lack my experience, so the number of parasols you can create will be limited until you have more experience and a better understanding of how magic works. However, to create one without any experience speaks well of your potential."

Lelouch studied Touka's expression taking note of her lack of surprise at Lelouch's ability.

_Her lack of surprise bothers me, but not only that, something just feels off. It's almost like she knew about my ability beforehand even before I did, _Lelouch thought.

Touka's sudden appearance and offer to help might've been one thing for a Magical Girl hunting Witches since humans are their usual victims. However, given how easily she agreed to help them and how usually willing she was to let Lelouch copy her magic with her he wondered if Touka had some ulterior motive. Lelouch didn't think she was out to harm them, because why share her own magic with him by allowing him to copy it?

Still, Lelouch couldn't help, but to keep wondering if she had another motive for helping them?

"Do you need a grief seed Touka?" Nunnally asked kindly.

"No," Touka answered. "My magic allows me to convert stagnant energy in the environment into magic, which I use instead of magic from my Soul Gem. So no matter how many times I use my magic my Soul Gem never needs a Greif Seed to purify it. Now I suspect your brother will passively possess that same ability allowing him to easily replenish his magical energy."

"Wow that's helpful, but what should we do about that?" Nunnally asked.

* * *

After an introduction, Corbeau was clearly making Yachiyo and her friends uneasy given how eager she was to fight and clearly enjoyed a good fight. That was also taking into account Corbeau's earlier actions before they were pulled into the Witch's labyrinth, but now Corbeau had become a Magical Girl, so it was a question if she was an enemy or an ally.

Lelouch was almost sure it was likely the former.

"So, what are you two going to do now?" Suzaku asked as Lapin rejoined her sister while keeping his distance.

"That's a good question," Corbeau replied with a grin, "I feel like I could take on an army."

"Now, let's not get hostile here," Kanae pointed.

"Yeah, we are all Magical Girls here, and fighting each other is more counterproductive," Mel added.

"I don't know, but," Corbeau began until Lelouch got involved.

"Don't even try anything," Lelouch snapped angrily, leveling his manifested parasol at Corbeau. "If you so much as make me think you'll move I'll fire."

"Lelouch," Suzaku said, trying to discourage him from doing anything rash, but a hand gesture from Lelouch silenced him.

"You and your sister attacked us earlier, so how can I be sure you won't try anything," Lelouch demanded.

Corbeau merely laughed off Lelouch's threat.

"You got guts, kid," Corbeau replied, "but can you pull the trigger?"

"I'll do whatever it takes to protect my sister!"

"Well said," Corbeau replied raising her hands up before transforming back into her original appearance, "I like it and that look in your eyes. Those eyes say I'll kill for the sake of my sister, so alright I call a truce between us."

_-She probably said that because she wasn't sure if she could take on all of us.-_

Mifuyu commented to Yachiyo through a telepathic conversation between them, although she received no response from Yachiyo, who continued to cautiously observe the situation.

"So Kyubey," Mel asked approaching the small creature, "why did you lead us to these guys?"

"Someone made a wish to ensure Lelouch and Nunnally would survive the war and be in good hands afterward, which was part of a contract I was fulfilling," Kyubey replied.

"Now what do we do about them, we got one grief seed," Kanae asked.

"We have those we have stockpiled on before the war," Mel added.

Kanae nodded, "true, but will they last us?"

"Touka doesn't need Grief Seeds to replenish her magic thanks to its unique nature, so it's a question of Nunnally and Corbeau, I suppose," Kyubey pointed out.

Despite Corbeau's offer for a cease-fire between them, Lelouch wasn't convinced.

"I don't trust you'll keep your word," Lelouch said as he kept the parasol pointed at Corbeau.

Corbeau sighed while shrugging her shoulders, "I suppose not, but I don't exactly have anything I can offer you to show my sincerity."

"Maybe let my brother copy your magic," Nunnally suggested.

"What?!" Lelouch and Corbeau said together at the same time.

"What else is there?" Nunnally added since she and everyone else knew there wasn't anything else Corbeau could offer as proof she meant no further harm.

"If it gets your brother to lower that umbrella of his then ok," Corbeau said before offering her Soul Gem to Lelouch to allow him to copy her magic as an offering to end hostilities between them.

Lelouch was clearly reluctant about accepting the other, but he knew he couldn't keep a magical parasol pointed at Corbeau forever.

Reluctantly, Lelouch began to reach out for the Soul Gem to touch it while Corbeau held it out in the palm of her head. It was just like Nunnally's soul gem save for the top of the jewel had a crow figure on it, and the gem itself was silver. Another difference was that unlike Touka's Soul Gem Corbeau's gem was slightly cloudy, which was a sign of usage, but when Lelouch touched it, Corbeau's Soul Gem was purified causing it to glow brightly.

"Did he just purify that Soul Gem by touching it?" Mifuyu said, shocked by what she had just witnessed.

"I see," Kyubey began, "it's an indirect by-product of his ability to copy magic, or it could be a result of Touka's ability to convert stagnant energy into magical energy. Lelouch likely absorbed the impurities of Corbeau's Soul Gem and converted it into magical energy he can use."

"Well that solves an issue for us," Mel replied before smiling brightly, "I CALL THIS GOOD FORTUNE!"

Lelouch withdrew his hand before looking to Mifuyu and Yachiyo with a confused expression upon his face.

"Her magic allows her to make very accurate predictions with her tarot cards," Mifuyu explained.

"Uh," Suzaku began, "would someone mind telling me what is going on, and what just happened back there?"

Suzaku had an idea of what had happened, but seeing monsters and girls wielding magic on top of Nunnally suddenly able to walk was a lot for Suzaku to process. Lelouch couldn't blame him at all, considering everything that has happened in one day alone.

Lelouch took a deep breath, "well Suzaku, this isn't going to be easy to explain. Even I am still having a hard time with some things."

The former prince cast another glare at Kyubey; although they defeated the witch, Lelouch was fearful for Nunnally's life knowing she would have to face such monsters.

_What I am going to do? _Lelouch thought internally.

* * *

A/N:

Now Suzaku needs to be brought up to speed by Lelouch, but this is just the start now as Lelouch needs to grapple with the truth his sister has been condemned to a fate of fighting Witches, and there is much more than what Lelouch isn't even aware of yet.

It's only the tip of the iceberg, and it's a question of how he'll take the full truth of the Magical Girl system when he finds out the details.

For now they still got almost a whole month left to survive until the war ends.

Thank you for reading, and I hope you enjoy the chapter, and any feedback and reviews are very much appreciated.


	3. Chapter 3 Moving Forward

A/N: I felt pretty disappointed with this chapter, especially near the end but bear with me since the next chapter will be better.

Thank you to everyone who has reviewed the last chapter and voted on the poll, but due to a large number of ties among three or more characters I decided to hold a second poll that would act as a tie-breaker for those below the top ten while I included some additional candidates to even it out.

The poll is on my profile right now, but if you miss it check out my Code Geass Crossover forum to locate it should it not be up on my profile under its story name or the crossover type.

As a reminder no real romance would happen until Lelouch is seventeen, but until then, there would be plenty of time for most of the candidates on the poll to have a fair chance to win Lelouch over.

Anyway, I do want to give special thanks to Seerking for helping me with a short seven involving a tarot card reading, although it's not quite as good as I would've liked it, it should be enough.

I won't delay it further, so on with the chapter.

* * *

**Chapter 3**

**Moving Forward**

"Now that we have all calm down," Yachiyo said, dismissing her weapon now that she was convinced tensions between Lelouch and Corbeau had been defused.

"We're alright," Corbeau said before pointing to Suzaku, who was talking to Lelouch presently, "that kid over there threw himself before Lapin and me, so I am grateful for that."

"So, you two were trying to steal their supplies?" Mifuyu asked piecing together what likely had happened since, given the number of supplies Lelouch appeared to be carrying, their location, and how dirty and lacking any sign of supplies on them to reach that conclusion.

"We were just trying to survive this war after someone tried to kill us, and we ended up stuck here," Lapin explained.

"Who tried to kill you?" Kanae inquired.

"We were flying to California from Alaska because our father wanted us to attend the military academies there," Corbeau replied. "However, we noticed the plane was purposely flown far off course near Japan."

"Yeah, we flew to California plenty of times, and we always saw the coast, but this time, we didn't," Lapin added.

Corbeau sighed before elaborating further, "It turns out we were right. We found out that our pilot had left the plane and it had been left on autopilot. We didn't have enough fuel to fly back, but lucky for us, the pilot didn't bother to get rid of parachutes and emergency supplies our father kept the plane stocked with."

"So, you two abandoned the plane?" Yachiyo inquired.

"Yeah," Corbeau answered, "right before it could run out of fuel since neither of us knew how to fly a plane, which wouldn't matter much being out in the middle of nowhere."

"That was lucky for us, too, because the plane exploded after we touch down in the water," Lapin added much to the group's surprise.

"That is some impressive luck you two have," Mifuyu commented.

"The bomb on board must've been rigged to detonate once the plane ran out of fuel to cover up the evidence," Mel offered as the likely cause for the bomb exploding.

"How did you end up in Japan?" Yachiyo asked.

"We were adrift for a few days until a Japanese fishing boat found us. We were fortunate the captain of the boat didn't discriminate against Britannians, but not long after we arrived onshore and were transferred to a local hospital for treatment in Osaka before all hell broke loose," Corbeau answered.

"You mean the war began?" Mel asked, prompting Lapin and Corbeau to nod their heads.

"Yeah, and it was chaos," Lapin added before Corbeau offered an account of their escape from the city.

"We didn't realize it at first, but when no one came, we poked our heads out from our room and found the hospital had been deserted," Corbeau explained. "It seems they gave priority to all of their Japanese patients leaving behind anyone who wasn't Japanese, it seems."

"So they evacuated the hospital and abandoned you two," Yachiyo said with a hint of disgust in her voice at the act.

Corbeau nodded before continuing her recounting of events, "But on the other hand, this left us free to take whatever we can use, so we grabbed whatever was lying around before leaving. We decided to cut through the parking garage where we found an ambulance that had been abandoned."

"Did you know how to drive?" Mifuyu asked, interrupting the story suspecting where the story was heading.

"I learned from video games," Lapin answered gleefully.

That provided those listening to their story a mental image of smiling Lapin speeding through downtown Osaka in an ambulance with Corbeau riding in the passenger's seat.

"We avoided the major roads and highways as best we could," Corbeau explained, "but the city was mostly evacuated save for some people trying to get out through the most traditional way, so we made for the nearest road that led further in-land to get as far away from the coast as possible."

"It helped the ambulance had GPS built-in, so we just took the route that would take us as far away as possible from the city," Lapin added.

"Until you ran out of gas, I assume?" Yachiyo asked.

Corbeau nodded, "Yeah, although we did manage to extend our gas mileage by coming across an abandoned gas station or two. Eventually, we had to ditch the ambulance."

"Then you began wandering through the forests trying to get your hands on whatever supplies you had because I assume there wasn't much food or water at the hospital," Mifuyu deduced.

"Yeah, a lot of medical supplies, but most of the food was gone. What we had came from whatever was leftover from vending machines people had raided for the same reason before we got to them." Lapin replied, confirming Mifuyu's suspicions.

"We didn't want to go near the towns for probably the same reason I am guessing those three didn't," Corbeau said before gesturing to Lelouch, Nunnally, and Suzaku.

"Yeah, but they had more supplies." Lapin pointed out, slumping her shoulders.

"So it was desperation," Yachiyo asked while folding her arms over her chest, but Corbeau and Lapin said nothing.

Yet their silence was very telling.

"Answer me this," Lelouch asked, now joining the conversation while he finished bringing Suzaku up to speed on the concept of Magical Girls and everything else he knew about them. "What family were you girls from that someone would want you killed and then place the blame upon Japan?"

Even though Lelouch was occupied explaining the Magical Girl system to Suzaku or what he had learned of it, he had listened to Corbeau and Lapin's story having questions of his own for them once he was done talking to Suzaku.

Corbeau sighed before answering, "our dad is the Grand Master of the Order of the Knights of St Francis."

"I see," Lelouch said, recognizing the name, "Your two are part of the Euro-Britannian Faction and daughters of the current head of the Hellfire Club."

"Euro-Britannian?" Mel asked while Kanae had a question, as well.

"Hellfire Club?" Kanae asked, raising an eyebrow.

"Euro-Britannia is a faction within the Holy Britannian Empire consisting of the descendants from families formerly part of Europe's aristocracy from places like France, Germany, Italy, Russia and other places who were forced to flee to Britannia to escape persecution during the Age of Revolution," Lelouch answered before further explaining. "During that time virtually every monarchy, except for Russia until decades later, were overthrown by widespread revolutions. Many members of their country's aristocracy were either killed or lost everything, but those who escaped fled across the sea to the newly formed Britannia after following Napoleon's successful invasion of Britain. They hope to one day retake their "ancestral lands" for their own once more and have been working for decades amassing resources and wealth for that purpose while aiding the Empire to gain its assistance."

"Ok, so what is the Hellfire Club?" Mifuyu asked, and Lelouch had an answer.

"Originally, it was called the Order of the Knights of St Francis founded during the mid-seventeenth century beginning as a high-society club in Britain by Sir Francis Dashwood. Most of its members were respected dukes, earls, and other noteworthy figures in politics and outside of it," Lelouch replied before adding. "However, there were a lot of rumors claiming they were engaged in several dark and illicit activities."

Glancing at Nunnally caused Lelouch to not want to go into detail, although they didn't mention it in school Lelouch had looked it up reading some of the history books at home curious about the nature of these activities and why they were skipped over. Lelouch discovered the Hellfire Club, a nickname they were given years after their founding, was rumored to have engaged in satanic rituals, black magic, orgies, and possibly human sacrifice using the West Wycombe Caves for meetings until the loss of Great Britain.

"During the American Revolution, one of their most notable members was Benjamin Franklin, and during the height of the American Revolution was to be dispatched to France to secure support and military aid for the revolution against Britain. Passing through Britain along the way to France to hide his true purpose, he visited the club where rumors state he met the Duke of Britannia who had friends within the club itself or was one of its high-ranking members," Lelouch said before stopping to take a breath. "Through those meetings, the Duke of Britannia bribed Franklin was promises of titles and land, which led to the American Revolution losing the war of independence, allowing Britain to retain control over the American colonies."

"Wait, so this club existed before Britannia, so how do they fit into the present?" Mifuyu asked.

"It's because of their success and involvement in convincing Franklin to sell out the American Revolutionist that ensured Britain's continued dominance over the colonies, and not to mention with Benjamin Franklin now an Earl that gave the club another powerful and wealthy member ensuring its survival while at the same time the club was enjoying growing political influence as a result," Corbeau answered. "They used their influence and connections after Queen Elizabeth III was arrested at Edinburgh to mount a rescue and escape overseen by Sir Ricardo von Britannia, Duke of Britannia, and his friend and subordinate, Sir Richard Hector, Knight of One."

"Once they freed her Queen Elizabeth and her followers fled across the Atlantic Ocean where they founded a new capital beginning the foundations for the Holy Britannian Empire. The Hellfire Club flourished even more thanks to their close relationship to Queen Elizabeth and Ricardo von Britannia, who would succeed Queen Elizabeth as the First Emperor of Britannia," Lelouch answered who was quite familiar with this part of his country history since all children in Britannia was expected to know the origins of the Emperor and those noteworthy who were involved.

"That's quite the history, so what happened that would have them operating as part of Euro-Britannia?" Kanae asked.

"I don't know exactly," Lelouch admitted, "but I can imagine as time went on and new political and new families arose among the nobility the power the Hellfire Club gained from their close relationship with the Emperor began to wane. Still, have considerable power and influence, but now as much during the club's height when Britannia was born. They likely established themselves as one of the chivalric orders of the Euro Britannia to both survive and extend their influence among the Euro-Britannian Faction."

"I don't know if that is true or not, but I suppose that is correct," Corbeau acknowledged.

"With that in mind, I assume you two suspect who tried to have you both killed?" Lelouch asked, knowing there was no question someone likely wanted the two killed, and he could come up with a few reasons why knowing the kind of family they came from.

Even though the Order of the Knights of St Francis didn't hold as much influence within the Royal Court as they did during the early days of Britannia, they still possessed considerable power and wealth, giving them connections to the highest levels of power within both Britannia and Euro-Britannia. Lelouch suspected with this in mind that someone wanted the girls out of the way to further someone else within the family, to gain something from their loss or a mix of the two.

Merely a question of narrowing it down to who, and Lelouch had an idea.

"It was the woman our father married," Lapin replied with venom in her voice.

"So she was your step-mother," Mifuyu asked.

That remark earned glares from Lapin and Corbeau that left Mifuyu feeling nervous they would attack her.

"I see," Lelouch began moving the conversation along before a pointless confrontation could break out. "She wanted you two gone to elevate a more preferred child as the heir?"

Corbeau nodded, which was as Lelouch suspected through the process of elimination by taking into account what Lapin and Corbeau have mentioned.

Based on what they have said, Lelouch deduced it had to be someone related to the head of the family because he couldn't see how anyone could benefit from Corbeau and Lapin's deaths except for a close relative.

Their reaction to Mifuyu's question also narrowed it down.

"That's right," Lapin answered, "she always liked Minou over the rest of us because she was more lady-like."

"But father liked me and Lapin more, although he didn't dislike Minou," Corbeau noted.

"I see," Lelouch replied.

_So their own mother arranged their deaths, _Lelouch thought internally while he was shocked their own mother would do such a thing. Lelouch could tell from the expression of the others he wasn't the only one, but after recalling what happened between him and the Britannian Emperor, he quickly reconsidered that last thought and acknowledged that he shouldn't be so surprised.

"I suppose the question is, what happens now?" Nunnally asked.

"I don't think it would be an issue if we stick together," Yachiyo suggested before looking to Nunnally, "and you are going to need help to get a better handle on your abilities given your disability."

"Would fighting even be possible for Nunnally?" Suzaku asked.

"With training Nunnally could use her magic to enhance her other senses to the point she can perceive the world more clearly than she ever could with her eyes," Kyubey answered.

"Is that possible," Lelouch asked curiously despite his desire to not have Nunnally fight against witches like the one they saw today.

"With time and practice, yes," Kyubey replied.

"I guess this means we'll stick with you," Corbeau offered. "I mean an extra Magical Girl, so strength in numbers, right?"

"I suppose," Mifuyu replied, but Yachiyo recognized a potential issue.

"But we're going to need to find supplies to ensure we have enough food and water to support all of us."

"We know the town near us isn't inhabited so we could search it for food, water, and other supplies," Touka suggested.

"It's likely our best option," Mel said, agreeing to the idea.

"Then let's take what we can, and let's retreat from the area," Yachiyo suggested with neither Suzaku, Lelouch, or Corbeau objecting.

* * *

Around the same time in another corner of Japan, the sun was beginning to set upon the city of Niimi, located in northwestern Okayama Prefecture. It had been once a place popular for its limestone caves and even a trading town that was home to several farms that produced products such as beef and more. Now it was nothing more than a smoking ruin as the Britannian Army had torn through the city devastating it even after its token force combined with those of the police and military put up a courageous effort, but it was ultimately in vain.

There was nothing no one could do to stop the Britannian War machine.

Especially since most of the habitants were tragically massacred in a vicious blitzkrieg attack upon the city leaving few survivors, the rest who were unfortunate enough to be found by Britannian soldiers didn't last long.

"That didn't take long," a Britannian soldier commented while walking alongside his comrade as he patrolled one of the devastated alleyways of the city.

"Think this place will be Area 11 by the end of next week?"

"Unless these soon to be Elevens continue to be stubborn, it might take a few more days, but I am not complaining."

His partner laughed, "Yeah, it has been almost two easy once the Glasgows just tore through their tanks like wet tissue paper."

"How true," his friend said with a laugh, "so maybe it takes two weeks at the longest."

"**Actually," **a voice with a deep echo that was male yet beneath the otherworldly voice it carried what sounded like the voices of women intermingled with it spoke correcting the two soldiers, **"Japan surrendered after one month." **

The two soldiers turned around just in time to see a black tentacle impale each of them before lifting them up into the air before seeing their attacker.

Standing a towering twenty-five feet tall with a black skin tone covered in a metallic tunic-like carapace upon his torso extending downward near his clawed feet while similar coverings appeared on the sides of his body. He also had spikes upon his shoulders, adding to his intimidating appearance and befitting of someone who could be called a Demonic Ruler. The rest of his body, integrating with the carapace armor coverings, were thick root-like layers of black flesh that covered his body, including parts of his face covering parts of, leaving his mouth and eyes partially exposed, that even formed into a wide-brimmed crown of thorns.

The rest of the root-like extensions that emerged from his back acted as a cloak with two of his root-like extensions currently having impaled the two Britannian soldiers.

Aside from possessing a standard pair of red eyes, the demonic being also he had a larger red eye upon his forehead wrapped around by the root-like coverings he had an equally large eye on his chest and waist while he had one on each palm of his hand.

"What the fuck are you?!" One of the soldiers struggled to say, but yet it was remarkable the man was still alive.

"**A demon who has come from the future to set everything right,"** The Demon replied as the two soldiers began to whiter as if the very life was being drained out of them. **"First, I must replenish my strength; my travel here was quite draining, you see. So I'll be taking the life force energies from all of you."**

The two soldiers could say nothing, let alone scream, but soon they were reduced to dust as what was left of them fell onto the ground.

"**That was too easy," **The Demon said, mocking the two for their earlier comments, **"And this will be made even so much easier." **

Manifesting upon the demon's right arm was a circular metical shield with a pair of red gems, but in reality, an integrated hourglass built into the mechanical shield.

Upon its activation, all of time came to a sudden halt with everyone and everything frozen in time.

"**Let the feast begin," **The Demon replied before readying its root-like extensions to begin draining the life force energies from the Britannian Soldiers throughout the city while leaving the surviving Japanese populace unharmed.

* * *

Later after night had fallen as Yachiyo and her group led Lelouch, Suzaku, Nunnally, Touka, Corbeau, and Lapin back to their camp, or rather the location they had left their supplies before entering the Labthyrin. After securing what supplies they could take from the deserted town, ensuring they would have more than enough to weather the rest of the war likely to engulf Japan for at least a month if not longer.

The group had even secured some extra tents for use for the new additions of their group on top of more supplies, fortunately. The group set up their tents, after picking them up and moving further away from the town just in case the military either from Britannia or the Japanese Army passed through.

"We'll rest here tonight, and we'll keep to our original plan of moving further inland and away from any towns and cities, so hopefully we can avoid any places like to become a battleground," Yachiyo announced once everyone was finished setting up their tents.

No one offered an objection, especially in the cases of Lelouch, Corbeau, and their respective siblings since they didn't have anywhere to go. Even more so since they were in a nation at war with their homeland.

Of course, that brought a troubling question to mind for them.

What would become of them once the war ends?

_Japan will loose and become part of the Empire, so what would that mean for us?_ Lelouch thought while he weighed what very few options they had.

It would be difficult for them to live in whatever Japan will become under Britannian Rule without someone who could help them obtain new identities to hide their real ones.

Their Royalty Status made fleeing to another country difficult because not only would they face the same problem they are facing now, but if anyone found out if Lelouch and Nunnally were members of the Royal Family, they would be killed or used as political tools once again.

_What can I do?_ Lelouch thought but struggled to think of a solution.

"Hey," Mel began, "Lelouch was it?"

"Yes," Lelouch replied, realizing Mel was standing in front of him before kneeling down before him.

"You seem to be troubled," Mel said with a wide smile before drawing and unfolding a small table from her bag she carried under her arm. "I could read your fortune to help you!"

Mel was smiling as she held up her beloved tarot cards.

"You can't be serious," Lelouch asked, clearly skeptical.

"Actually, that is part of Mel's magic," Kanae pointed out from where she sat outside of her tent.

"How so," Lelouch inquired.

"Mel wished for all of her predictions to be perfectly accurate when she became a Magical Girl," Kyubey explained as the white creature approached them.

"That's right," Mel beamed with a smile, "so maybe you'll get good fortune."

Lelouch was still skeptical, but if that was Mel wish, then whatever the cards would reveal to her, it was bound to happen. Nevertheless, with that thought in mind, Lelouch was now more concerned than skeptical because what if the cards he drew indicated bad luck instead.

"Don't worry, I rarely have anyone draw a bad fortune with me," Mel offered reassuringly.

"Mel, you shouldn't pressure people into letting you read their fortunes," Yachiyo scolded as she sat down in front of the campfire feeding it wood they had collected.

"Oh come, I barely foresee any misfortune for anyone," Mel offered with a nervous smile.

"Come on, brother," Nunnally chimed in, "you should try it? Maybe we could use some good fortune."

Lelouch sighed internally because he had been figuratively backed into a corner, so he felt he had no choice but to take the risk.

"Alright," Lelouch said reluctantly much to Mel's joy.

Mel would eagerly hand her tarot deck to Lelouch, which confused the young man before Mel explained.

"For my reading to work, you must be the one to shuffle the deck."

Lelouch accepted the deck and shuffled it, and after he had done so thoroughly, he handed it back to Mel.

"So why not tell me your troubles, or what would you like to learn from this reading?" Mel said, ready to give Lelouch a tarot reading.

"I would like to know what the future holds for us, especially since we have been more or less abandoned in Japan," Lelouch replied while being mindful to avoid anything that could reveal him as a member of Britannian Royalty.

"Right because you and Nunnally are children of the Emperor," Mel said, which left Lelouch shocked, prompting her to explain to him. "Kyubey told us before we met you."

"And yet you all intervened on our behalf during the encounter with that witch?" Lelouch said genuinely surprised these girls would help him despite knowing his lineage.

"Relax, we're not holding you accountable for what the Emperor has ordered," Kanae pointed out.

"If anything this has left us with an even worse opinion of the Emperor and the Empire he rules in general," Mifuyu added.

"So you might want to rephrase that since this is an important part of the reading, so I can properly interpret the cards," Mel explained with a smile.

The ones who were surprised were Corbeau and Lapin, but Corbeau managed to keep Lapin quiet to avoid interrupting the reading. Suzaku was also surprised that Yachiyo and her group didn't display any signs of taking issue with Lelouch's parentage while at the same time thankful they weren't.

However, Suzaku noticed that the only one _not_ surprised was Touka.

"Now let me see what cards you have picked," Mel said as she began laying them out accordingly.

Laying the cards before Lelouch, the young girl smiled before she began to speak what she had interrupted from the cards she was laying out before Lelouch.

"You have great and absolute power," Mel said as she pointed to the Fool before moving her right index finger over the Sun and Lovers cards. "Great change and the start of something new approaches, which will be thanks to the new relationships you have made!"

"You can't be more specific than that?" Lelouch asked, although he was glad he didn't get a reading of misfortune, the lack of specifics did concern him.

"I am afraid not, but at least it's not bad news."

Lelouch sighed in defeat, but now that his fortune had been given, Corbeau had moved closer to Lelouch before sitting down next to him before she was joined by Lapin.

"Ok, so now that she's done, we need to address the elephant in the room," Lapin began.

"You're a Britannian Prince!?" Corbeau exclaimed in shock.

"WAS," Lelouch corrected, "I was exiled to Japan to die along with my sister to give the Emperor a better excuse to invade Japan."

"How did that happen?" Corbeau asked.

"Well," Lelouch began reluctantly, but he thought there was no point in hiding it before he told Lapin and Corbeau what events had happened, which led to him ending up in Japan with Nunnally.

* * *

It was past midnight in the ruins of the city of Niimi as the demon was sitting on a pile of rubble within the remains of a partially collapsed building. Standing before him was a Britannian Military Officer, with the rank of General possessing brown hair and blue eyes who stood at attention before the demon.

"**Your task is to climb as high as you can in Area 11's military hierarchy," **the Demon explained. **"I have already created perfect copies of most of your men and altered the memories of the civilians still here to cover up my feast. The life force energies of those soldiers gave me much needed nourishment." **

"Yes sir," the general replied, showing how much of a perfect reproduction he was while the real General Clyde Armstrong had been killed a mere hour ago, his life force consumed by the demon. "I shall follow your orders…uh…"

The Demon realized he lacked a proper name to be addressed by, but one quickly came to mind, and it was a appropriate one.

"**From this day on I am Legion! You shall refer to me as such."**

"Yes, Legion, I understand."

Rising from the makeshift seat, he had been using the Demon waved dismissively.

"**Follow my commands and rise through the ranks so you can be one of my soon to be eyes and ears within Area 11's military leadership. I'll contact you with further instructions when the time comes,**" The Demon waved a forearm in front of him as the shield on his arm vanished before a portal opened up in front of him. ** "Once I have finished setting up my barriers I'll enter hibernation until the time comes for my awakening, but others like you say plant the seeds for my plans. Now go forth, my Familiar." **

The Doppelganger bowed his head as the Demon departed through the portal with no one aware of what had taken place thanks to almost perfect reproductions of the Demon's victims and the memories of the Japanese civilians being altered to cover it up.

In the weeks that would follow Japan would face a losing battle against Britannia with only one victory granted to them as an event known as the Miracle of Itsukushima. It was an impressive victory, but ultimately Japan was fated to lose the war, and it finally did when it surrendered to Britannia early into September.

No one could've done anything to change that fated outcome, especially since fewer knew Prime Minister Genbu Kurugurui was murdered by his own son before the war even started.

Once Japan's name was replaced with a simple number, its people would have to face sweeping change that would shape the next seven years to come.

However, there was one change.

It was subtle, but a barrier was raised that surrounded all of Area 11. No one would notice it, but its purpose would be part of a grander design that would not be fulfilled for five years.

And the Demon responsible, known only as Legion would slumber until the time was ripe for its reawakening.

Until then, his Familiars and his accomplice would lay the foundations for his plans when the time came for his awakening.

His accomplice would meanwhile set the board on his behalf and ensure that one particular young man would be prepared for his own role in Legion's grand design.

* * *

A/N: I had a very hard time ending that chapter at the very end, which might be because I want to get into the story that will begin five years later from these events.

However I feel there is one more chapter of this I should do to complete my set up for those events.

As for Legion while might seem like an original character, but in reality he could be considered the Witch form of a certain Code Geass character, and I left plenty of clues for you guys to figure out from who he was born from. His origins are a little more complicated and will be revealed much later in the story, and he had an indirect hand in the appearance of Corbeau and Lapin in the modern era along with a few others.

Think of him as an enabler for certain events in the story, and to add a level of difficulty for Lelouch while part of contingency plans for my overall plot.

On a side note I am sure you guys noticed the backstories for a particular pair of siblings would be inspired by Achievement Haunter and the story of the Hellfire Club, which can be found on Youtube titled "Bang Caves at 8?" if you wish to see the video that inspired it. I know Benjine Franklin wasn't part of the Hellfire Club, but since Code Geass has its own history with similar but changed events, so I adapted accordingly so I hope it worked out.

Despite how I feel this chapter was disappointing, I can assure you the next chapter will be a different story as Mel's prediction for Lelouch's good fortune will come to past.

Thank you for reading, and I look forward to your feedback and be sure to check out the poll on my profile.


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